Kittens in the Walls
by James Philipson
Summary: The world of Avernum.  A nation of blood, steel, and magic.  A nation of tunnels and caverns beneath the surface of the world.  Four unlikely companions find themselves brought together at a fort in Avernum's wild frontier.  Violence and danger await.
1. Chapter 1

**Kittens in the Walls**

_By James Phillipson_

**Disclaimer: I do not own Avernum. This is a fanfiction based on the events of the game Avernum 2. While I try to follow the basic order and storyline of the game most of the plotline and characters are of my own making. I noticed that there isn't any fanfiction on this site for this particular game which is understandable, I suppose, since it was a relatively small scale game from several years back created by SpidWeb. I always thought that their storyline could be expanded to create a good story so here is a short story that makes up the beginning of the game. I hope you all enjoy and please review.**

Soft footfalls and ragged breathing broke the near complete silence in the cavern as the line of figures made their way steadily onward. Occasionally, one of them would trip on a rock in the dim lighting and curse before continuing onward. The only light in the cave came from spots of glowing green lichen growing on the moist walls. The members of the small patrol were used to the dim lighting, but the shadows occasionally played tricks on the eyes, seemingly reaching out and snagging the foot of the unwary passerby. Nothing new to any of them. A wary eye is a necessary trait for someone to survive in Avernum.

Avernum. The prison of the unwanted. Miles upon miles of underground tunnels and caverns formed the dump for people unwanted on the surface. The Empire, which had had nearly uncontested rule of the surface for decades, had been sending it's miscreants, malcontents, and the generally ill thought of down to the underworld for years.

But where one story ends another begins. The exiles began to band together, and within a few years the nation of Avernum was formed. A nation of desperate people who came together to survive in the tunnels had matured into a strong country of hardy, resourceful folk. A nation borne of blood, magic, and war, Avernum has from its' founding relied heavily upon its' warriors and magi. Thus we return to the ragged band making their way through a cave in Avernum's northern tunnels.

A ways ahead of the patrol one man moved more quietly, scanning the cavern with a practiced eye. Dressed in worn leather armor and a cloak that had seen better days he carried a long sword at his hip, a quiver of arrows strapped to his back, and a bow in his hands. His left hand was covered in a leather gauntlet, the knuckles reinforced with a strip of serrated iron. He was young, in his mid twenties, with a mess of dark brown hair on his head and a short beard. His skin was pale, only the barest trace of color left to it. His body was lean, hardened by a lifetime of wandering through the dark caverns. He moved with a practiced grace, careful to disturb nothing as he scouted ahead of the others.

Suddenly he froze, his entire body going rigid. His eyes scanned the cave around him. Satisfied that there wasn't anything immediately trying to eat him, he relaxed slightly, kneeling down to inspect what had startled him. A soft indentation in the dirt on the cave floor, so faint he'd only barely spotted it. Hearing a noise he again tensed and reached for the quiver on his back. However, seeing the figure that had come up behind him he relaxed and let his hand fall back to his side.

"You scared the shit out of me," he muttered to the newcomer.

"Getsss easssier every day," replied the figure, it's voice coming out in a hiss.

"All the mildew must have stunk so much I didn't notice your stench."

"Sssassy today Markham. What did you sssee?"

Markham gestured to the print, obviously no man's as it wasn't booted, but instead looked like the padded paw of something feline. After studying it for a moment his companion hissed quietly.

"Nephilim," he muttered, his eyes following Markham's, studying the surrounding rock formations. Markham then said, "That was my thinking. I don't know any friendly ones at the fort so probably one of the savages. Looks like it came out of the tunnels to the east."

His companion's eyes followed the faintly discernible trail of tracks toward a series of tunnels at the east end of the cave. His tongue flicked out briefly as he studied the trail.

"I can tassste them. No more than a few hoursss ago. We ssshould move on."

"Afraid of some kittens Scratch?" Markham teased with a grin.

"Jussst don't want them sspitting my fragile pink comanionsss," Scratch retorted.

Markham knew his friend wasn't afraid of a fight. At nearly six and a half feet tall Scratch was upwards of two hundred and fifty pounds of pure muscle and scales. The scales were because he was one of the Slitherkai, the lizard men. Natives of the caves, the lizard men had a troubled history with the men of Avernum. During the nation's early days most of the Slitherkai tribes had waged a fierce war with the young country which only ended when a group of Avernum's warriors killed the great Slith Warlord Sssss-Thsss and subsequently scattered the savage Slitherkai. Scratch was a native of the Slith village of Gnass however, which had been peaceful with Avernum since it's founding. Though often looked on with some suspicion the tribe was accepted, grudgingly, as allies of the human nation.

Scratch's gaze flicked back to Markham, "How many?"

"Hard to tell. Looks like more than one but I'm guessing they walked single file to hide their numbers."

"Sssure your jussst not getting sslopy?"

"Screw you lizard."

"What's the hold up here?"

The two companions looked back to see the newcomer who was coming noisily up the narrow trail and Scratch hissed something in Slith that Markham knew to be a pretty colorful curse. Clad in a coat of mail underneath an iron breastplate, dirty and scratched from the long patrol, Sergeant Horn cut an imposing figure. Standing just over five and a half feet the man was covered in muscle and scars that spoke of a lifetime of fighting in the dark caves. Slung over his back, he carried his shield with practiced ease and his gauntleted hand rested on the pommel of the broadsword at his side like it had been born there.

"I said what's the damned holdup?" the sergeant barked.

Markham winced at the loud noise, his eyes darting once again around the cavern to make sure the racket had attracted no unwanted visitors. Behind the sergeant the rest of the patrol came wearily on. Men silently put one foot in front of the other. Each one fought a constant battle against the urge to just watch the ground and trudge wearily on. Instead, they made an effort to watch the caves around them. Carelessness is death in Avernum.

Returning his gaze to Sergeant Horn, Markham tried to fill him in.

"Tracks Sergeant. Looks like a Nephilim war party coming out of the eastern tunnels."

Armor clinking, Horn bent down to examine the tracks that Markham indicated. Taking it in at a glance he scanned the rest of the cavern casually before he spoke again.

"What makes you think it's a war party Pup?"

"They're traveling in single file Sergeant. Nephilim only do that when they're trying to hide their numbers. And if they're trying to hide their numbers I'm guessing they're up to something."

"Not likely," Horn muttered. "They generally don't send their fighters out to cause trouble. They know we're here and that we'd have to burn them out if they started acting up." With that he stood back up, stretching his armored shoulders. "It's probably just a couple of the hunters wandering a little farther than usual."

"Nephilim usssually ssstick to their own hunting grounds unlesss they're raiding. We ssshould follow the trail a waysss to make sure Sssergeant," Scratch said, his reptilian eyes searching the prints suspiciously, catching a wry glance from Markham at his sudden change in interest.

"When I want the opinion of a snake I'll ask for it," Horn snapped. "We're already overdue at the fort and there's nothing north of Draco the cat's could cause serious trouble with anyway. Fall back in. Move!"

Markham and Scratch glanced at each other and the Slith's tongue flicked out in annoyance. Knowing that the only thing that waited for them if they pressed further was yelling, sweat, and an unholy amount of extra exercise they reluctantly moved back into line. Markham scouted ahead of the patrol and Scratch rejoined the main body, his great two tined spear resting on his shoulder.

As the group moved further toward Fort Ganrick Markham's eyes involuntarily flickered back toward where they'd found the prints and he tried to lose the uneasy feeling growing in his gut.


	2. Chapter 2

Fort Ganrick's magi chambers reeked of chemicals. The lab was filled with apprentices, magi, and sages mixing potions, preparing herbs, and burning a variety of substances that as chance would have it smell their worst when heated. In one corner a mage and a scribe worked on scrolls and runes. Shelves behind them were filled with the product of their labor. The room resonated with soft chanting as different magi worked their sorceries into different projects.

Suddenly a small chime sounded, seemingly from nowhere, and just as suddenly all work in the lab ceased. The flames were put out. Ink bottles were corked. All the tools were returned to their place. Quietly, the magi filed through a door on the west side of the room. The room they entered was small compared to many in the fortress. Perhaps twenty paces wide. In the center was a circle drawn in dark paint with glowing glyphs etched along its circumference. In the center of the circle stood Master Warren, the First Wizard of the fort's garrison.

As the last of the magi entered he took stock of his pupils. Two were mages who had accompanied him to this post from the Tower of Magi to assist in training the apprentices and bolstering the fort's defenses. Between them stood four apprentices. None of them were far from attaining the rank of Mage. They had all been through their Vows of Silence, the two years of silence taken on by all beginning apprentices, and had shown themselves to be reasonably proficient with their abilities. The wizard himself was dressed in a dark green robe with protective runes sewn in silver. His hand held his staff, a five and a half foot pole of enchanted cavewood, to his side and his large beard had long since become more gray than brown.

"Clear your minds," his deep voice resonated throughout the small room.

"Empty yourself of all thoughts. Open yourself to the magic."

He watched patiently as the fledgling magi sought to clear their minds of all distraction and open up to the power they had all learned to use. The mages achieved the union easily. The apprentices were slower, still learning to harness the energies that seemed so new to them even though they had been working with them for several years now. The wizened wizard could tell as each individual apprentice succeeded by the look of utter contentment that flashed across each young face as they found the magic within them. One, he noted with satisfaction, achieved the union almost as quickly as the full mages.

"Trent," he spoke the name with no hint of the pride he felt for his star pupil, "Step forward."

With a bow of his head and a murmured, "Yes master," the young apprentice moved into the center of the circle. He was young, no more than twenty-three, and clean-shaven. His hair was jet black and worn short, as was the practice with apprentice magi and he was dressed in a simple blue robe, free of adornment or the protective symbols of the full mages. His eyes were a startling blue, more so than his faded robes, and they held a focus the Wizard had not seen in many years.

"Coran," the Wizard continued, "Step forward."

The younger of the mages, a man in his early thirties, stepped into the circle next to Trent. He was dressed in a light blue robe. Though unlike the apprentice his was etched with protective symbols somewhat like the Wizard's. His hair was a platinum blonde that he wore spiked up with a meticulously groomed goatee. Warren had never liked the man. He was mouthy for a mage and even rash at times. He was not however, the Wizard reflected, without talent. He carried his staff easily at his side and stood confidently next to the apprentice, awaiting the Wizard's next command.

"Our magic makes us dangerous individuals," Master Warren began the lesson. "It has tipped the scale in countless battles fought throughout history." The apprentices paid rapt attention, soaking up whatever they could from the lecture. The mages, including Coran, looked on with knowing expressions. They'd had this lesson before.

"But with that power must come control," the Wizard continued. "We must remain disciplined and have absolute control over that which we create, lest we bring harm to not only ourselves, but others." The two mages shifted unconsciously, they knew what came next. "Never is this control more necessary than when we face another with the Talent. Not only must we master our own magic, but that of our foes. Only then will you have achieved _complete_ mastery. Coran!"

The last word was spoken loudly in command and as he spoke he raised his hands and almost immediately a ball of fire as large as his head manifested in front of his hands and went screaming towards the mage. Coran's reaction was no less immediate however and, raising his own right hand protectively in front of him, he managed to stop the fireball several feet from his body. A single bead of sweat ran down the concentrating mage's forehead and he slowly and deliberately closed his hand into a fist. As his fingers came together with his palm the fireball winked out of existence. The apprentices let loose a breath none of them had realized they'd been holding. All except Trent, who watched the display with an analytical focus that was not lost on the First Wizard. Coran straightened, allowing a small smile of satisfaction to pass across his cocky features.

"Well done," Master Warren commented. Turning his attention back to the apprentices he continued the lecture. "You must show a quickness of mind. You must be able to both recognize the threat, and have the presence of mind to stop it. There is more than one way to do this. Find a way that works, or die a particularly painful death." A glint came into the Wizard's eye and with a smooth movement he sent another fireball screaming towards the watching apprentices, whose eyes widened in terror. Just before the flaming ball reached them however, the wizard made an almost imperceptible gesture with his staff and the fireball collapsed into nothingness, a wisp of smoke and the superheated air were the only evidence that it had ever existed.

"It is critical, and never forget this, that you be able to control your own magic," the Wizard commented dryly. "You never know when you'll need to stop one of your own spells from harming someone it wasn't intended for."

The apprentices slowly regained their composure and struggled once again to clear their minds of the fright the sudden strike had caused. All except Trent, who the Wizard noted, watched the whole series of events with the same look of calm concentration as before. The Wizard decided he'd picked his first demonstrator well.

"And now we practice the application. Trent, you will begin. Mage Coran will assault you with some basic spells. You will dissipate each strike as they come. Begin!" As he gave the opening command the experienced Wizard stood back to monitor the proceedings, readying himself to put an end to any spells that made their way past the young apprentice's defenses.

With a determined movement Coran brought up his free hand and almost immediately a short stream of flame shot toward the apprentice. Trent wasted no time in raising his own hands defensively and the flame died out before it had crossed half the distance from the mage.

"Well done," Warren commented, squelching the satisfied smile that threatened to break his bearing. "Let's see if you can keep it up. Coran, bring it up a notch. Continue!"

"With pleasure," the mage commented, a cockiness in his voice that Warren noted with disapproval. Working quickly, the mage's hand and staffed moved in a graceful dance that sent a series of similar flame bursts rushing towards Trent. The young apprentice was ready, however, and one by one the bursts fizzled away into nothing though they began making their way closer to the apprentice before he managed to dissipate them.

Finally with a grunt Coran broke of the assault, a look of anger crossing his pale features. "You're a smug one runt," he hissed. "You think because you're the son of the Archmage your some sort of prodigy? Careful lest your overconfidence catches the ire of your betters!"

"Coran!" the Wizard spoke sharply, but before the reprimand left his lips the mage was in motion. With his right hand Coran unleashed yet another streak of flame towards the young Trent and with his left he raised his staff and struck the butt to the floor. As the staff connected with the stone three bursts of white hot light shot from it's base and streaked out in different directions before twisting back toward the besieged apprentice.

Trent was already in motion however, his expression calm and calculating. With his left hand raised he intercepted the streak of flame, commanding it to nothingness and a split second later the streaks of light converged on him. Master Warren began to counter the more advanced attack, but on a sudden whim let his hand drop back down to his side to watch the young magi's reaction.

His confidence was not misplaced. With a flourish of both his hands Trent brought the bolts of light into his outstretched hands and with a sudden violent movement sent them screaming back toward the startled Coran. As the rogue bolts shot across the room the mage snapped out of his shock and began to raise his hands to dissipate his disobedient spell. Before he could get his hands up however the bolts stopped in midair, crackling angrily before disappearing into puffs of smoke.

All eyes turned to Master Warren whose hand, after a moment, dropped back to his side. All the assembled magi were silent. Reflecting a spell was a much more advanced technique and the young Trent's mastery of it came as a surprise to all in the room, except perhaps the wizened Wizard.

His anger was plain though. "The lesson is ended," he spoke the words with barely restrained wrath. "Return to your duties. Coran! Trent! Remain." The last he spoke with a voice of command, casting an angry glare at the mage who had escalated the exercise. Silently the other magi filed back out into the laboratory, still in shock at the display. Trent and Coran remained in the circle. The apprentice and older mage looking uncomfortable and slightly abashed at the chain of events.

Warren stared at his two pupils for a moment. His clenched jaw and his eyes betraying his anger. Finally he turned to Coran and spoke. "What were you thinking?" he snapped. "A full mage attacking an apprentice." Coran started to protest but the Wizard cut him off sharply. "Make no mistake, it was an attack. You knowingly went outside the rules of the exercise, and not to teach. You intended to physically harm an apprentice! And for no other reason than him succeeding at the task he was given." As he spoke, the Wizard's voice became colder and more threatening. "This behavior is shameful and unbefitting of a mage of Avernum. Rest assured Mage Coran this incident _will_ be reported to the Tower. In the meantime, I would not be surprised if extra duties mysteriously appeared on your schedule. You are dismissed."

Coran opened his mouth as though to say something. Then, thinking better of it, he murmured a defeated, "Yes First Wizard," turned on his heel, and walked quickly from the room avoiding eye contact with Trent who had watched the tirade stone faced. A glint of unease in his eyes the only indication to his true feelings.

As the door closed behind the chastised mage, Warren turned to the still waiting apprentice. He appeared to consider his words carefully. Finally he spoke, "Why is it, Trent, that you didn't simply dissipate Coran's assault? Instead you chose to reflect it back toward him. While an impressive display for one so young it could certainly be construed as an assault on a higher ranking magi."

Trent didn't need to consider his answer, his voice was calm and sincere. "Mage Coran's spell took me by surprise Master. I had to react quickly and reflecting the bolts back at him seemed easier than dissipating three different threats." At this he bowed his head in deference. "Forgive me if I overstepped Master. I will accept any punishment you deem necessary."

Warren watched the apprentice thoughtfully. Finally he answered, "You had to make a split second decision and your reasoning was sound Trent. In any case the exercise should never have been taken to that level." He crossed his sleeved arms and looked at Trent critically. "I deem no punishment necessary. You are talented Trent. More so than any apprentice I've seen in years. Your father would be proud."

Trent bowed his head in gratitude for the compliment, something not often received from the stern wizard. "Thank you Master. My father has invested a great deal of effort in preparing me to become a sorcerer. I only hope I can live up to his expectations."

Warren allowed a small smile to cross his lips. "The pride of a father is not often as hard to find as a son might think. In any case, your talents have taken you to a point which I think may soon see you with duties outside these walls." The wizards voice took on a more businesslike tone. "The Captain has asked me for my most promising apprentice. That apprentice is you. You will report to her office later this afternoon. She has a task for you. You'll have the details then."

The wizard stopped abruptly, his attention drawn to the eastern wall of the chamber by a series of scratching noises. "Damn rats," he commented with annoyance. "I've been telling the Captain we need to send someone back there to clear them out again." He returned his attention to Trent. "You are dismissed Trent. I'll see you at the Captain's office this afternoon."

Trent bowed his head, unable to keep the excitement from his eyes, and with a murmured, "Yes Master," he walked from the room.

Warren watched him go for a moment. Reflecting on his earlier conversation with the Captain. His thoughts were once again interrupted, however, by the scratching at the wall. "Damn rats," he muttered again and with that he left for his own chambers within the fort.


	3. Chapter 3

The stink of sweaty bodies mingled with the grunts and heavy breathing of the soldiers as they sparred in the fort courtyard. The clash of wooden weapons, used for training, as they tended to result in fewer trips to the healers, sounded off the walls and buildings of the fort. Back and forth between the practicing soldiers walked Sergeant Horn, watching the bouts. Occasionally he interrupted the fighters to inform them of a mistake in their form or tactics, impress upon them their extreme incompetence and general idiocy for making the mistake in the first place, and then proceed to explain to them how they might avoid repeating the idiotic mistake in the future. The soldier's were dressed in their armor, which for most of them consisted of a suit of mail and a helm of iron or brass.

In one corner Markham sparred in his leather armor, the difference setting him apart as one of the fort's scouts. His opponent, one of the soldiers of the fort garrison, worked furiously to slip his practice sword past the ranger's guard.

With a growl the man came at Markham with his shield, trying to tie up the scout's sword so that his own could slip under his guard for a strike on his leg or thigh. Recognizing the ploy Markham quickly sidestepped toward his opponent's right side, parrying the soldier's sword away from him as he twisted on his heel to bring his elbow into his opponents back. With a string of curses the soldier went stumbling past him and towards the waiting lecture with Sergeant Horn. Markham took the moment to glance to his left where Scratch was sparring with an enormous brute of a man by the name of Brent.

At just over six feet tall and only shy of Scratch by maybe twenty pounds the big man was the biggest human fighter in the garrison. The two behemoths circled each other warily. Finally with a yell Brent came at the slith with his shield and practice sword flashing. Scratch met his charge with a long wooden spear, wielding it with surprising quickness to parry the big man's strikes. As Brent came in for another stab Scratch flicked the sword upward with his spear then twisted the haft under the man's legs and sent him sprawling. Seeing Markham watching him Scratch opened his mouth to show an impressive collection of razor sharp teeth.

"You know nobody knows your trying to smile when you do that," Markham told him dryly. "To most people it's just… creepy."

"Who ssaysss I'm sssmiling?" Scratch said, keeping his teeth on display. "Maybe I'm jussst thinking about how good you'd be sssmothered in gravy."

"Creeper."

"Appetizer," Scratch flicked his forked tongue out teasingly.  
>"Why are we friends again?"<p>

The big slith made a show of pondering the question before replying.

"Bad tassste?"

"Hey snake!" Brent had regained his feet and stood eyeing the Slith threateningly. Markham noticed several of the big man's friends standing behind him with similar glares directed toward Scratch. " I don't think that move was kosher. Fact is I think you cheated and me and my friends think you should apologize for being a slippery piece of shit. While you're at it maybe you should apologize for pretending a snake like you deserves to be a soldier in the country your kind tried to wipe out." Behind him a growing group of maybe a half dozen soldiers muttered in agreement. Around the group all the other fighters had stopped sparring for the moment and were watching the confrontation with interest, including Sergeant Horn.

Scratch hissed angrily before visibly taking control of himself. "I'm not looking for a fight man thing," he grunted finally. "Don't turn a practice match into sssomething more… nassty."

"Scratch won the bout fairly Brent," Markham cut in as he moved to stand beside his friend. "And his people had nothing to do with the Slith War so why don't you and your misinformed friends shove off and save it for a real enemy."

"No one asked you lizard lover!" Brent spat angrily. "In fact I'm sick and tired of your fraternizing…" he paused, likely to consider whether he'd used the big word correctly, before continuing, "… with the snakes. Don't even have the good sense to side with your own race." His "misinformed friends" muttered angrily in agreement.

"Isss there trouble here?" another slith hissed as he stepped to the other side of Scratch to face Brent and his lackeys. The newcomer, slightly smaller than Scratch, stood at just over six feet though he was still well muscled. Like Scratch he wore a rough leather vest and a long leather loincloth decorated with a few skulls in a style common to the Slitherkai of Gnass. Also like Scratch, he carried a wooden practice spear, though his was several feet shorter and in the other hand he held a wooden shield reinforced with bands of brass.

Scratch nodded to the newcomer in greeting. "Ssseth-Thrss, the big one and hisss friendss don't ssseem to care for Sslitherkai."

Ssseth-Thrss nodded knowingly. "Another man thing that can't sssee friend from foe. Hello Markham, getting into trouble on our account again I sssee."

"Afternoon Seth. Bad habits die hard I guess." Markham turned and eyed Sergeant Horn with a resigned look. "Just going to let this happen Sergeant? Doesn't exactly inspire confidence in the brothers-in-arms philosophy."

Horns eyes narrowed dangerously, which tugged a scar over his right eye in a way that made the look even more threatening. "You telling me how to run my outfit boy? One of these days somebody's gonna stick a blade in that smart ass mouth of yours if it keeps coming open all the time." Horn's eye darted to something on the other side of Markham and the ranger whipped around, bringing his practice sword up defensively.

Brent had used the momentary distraction to take a swing and Markham's practice sword intercepted his in what had been a collision course for his head. With a cacophony of yells and insults his friends came rushing at the ranger and the two sliths with practice weapons swinging, eight of them in all.

Two, including the big Brent, made a beeline for Markham and he found himself parrying furiously to fend off the duo. Beside him, Seth and Scratch found themselves similarly beset by the rest of Brent's hooligans. Seth caught a practice blade in the gut and fell back a step before snarling in anger and launching a one-two combo that ended with the rim of his shield putting one of his attackers on the ground howling and clutching at his broken nose. The reprieve was short lived though. Two of the man's mates immediately came up to take his place.

Scratch worked his spear furiously. Twisting it expertly to fend of the strikes of the remaining three attackers. Their superior numbers, however, began to show and he was being pushed further and further back. Finally, with a loud roar that startled his assailants and even the rest of the soldier's who were watching, he bull rushed two of his attackers. The sudden movement took them by surprise and they were both thrown several feet by the enraged slith. Using the momentary advantage Scratch whipped around and launched a series of fast thrusts with his practice spear at the third attacker. One slipped past the man's guard and into his armored gut with bone cracking force. The man grunted as the air rushed out of his lungs and he fell to his hands and knees gasping for breath. As Scratch turned to face his other two attackers, who were regaining their feet and eyeing the big slith with murder in their eyes, he brought his muscular tail down on the back of the gasping man's head which sent it shooting down to meet the dirt of the courtyard. After that the man stayed where he was. Not dead, but definitely out of the fight.

Meanwhile, Markham continued to narrowly avoid catching a practice sword or shield to the face. Dodging and parrying he bided his time, waiting for an opening. Finally, seeing a hard thrust coming from Brent's companion he quickly stepped back, parrying the strike so that the force of the man's momentum made him stumble forward. The ranger used the man's sudden imbalance to bring his left fist, which was uncovered as the scout had removed the reinforced gauntlet for practice, into the man's jaw with the dull sound of bone on meat. He then shoved the stunned man into the lunging Brent and the two went down in a tangled mess of limbs and armor.

Brent was quick to toss his companion, who was rubbing at his bruised face, off of him and with a yell rushed at Markham. He only got a few steps, however, when an armored man, one of his erstwhile companions, went flying into him from the side sending them both crashing once more into the dirt. This time neither got up, instead choosing to remain on the ground moaning softly.

Markham looked to the side and saw Scratch standing over two unconscious men The big slith was panting from the effort of using an armored man as a missile. Beyond him Seth brought his short spear around in a heavy swing to slap his last attacker on the side of the head and the man went down in a heap.

The three companions stood breathing heavily from the fierce fight, which had only lasted a few minutes. Around them men grumbled in disappointment or triumph and here and there money changed hands. Markham turned his gaze on Sergeant Horn, who had watched the entire fight with a calculating expression.

"You done letting your dogs run wild Horn? Or do you want some yourself?" the ranger snapped angrily.

Horn's eyes narrowed at the remark and his hand twitched toward his sword pommel. He stopped himself though and grinned menacingly. "Maybe later pup… Someone needs to teach you a lesson about insubordination though… and I think I know just the woman."

Before Markham could work the word "woman" around in his mind Horn turned to a figure in the group of watching soldiers and said loudly, "Dannica! Step forward!"

A woman stepped out of the crowd. She had light brown skin and was wearing a suit of fine chain mail, not standard army issue. She was in her mid twenties and looked like she didn't have an ounce of fat under the mail. She wore her dark hair in a bun and Markham might have found her pretty if she didn't move with a deadly grace that immediately sent alarms ringing in his head. She eyed Markham like someone might eye a rebellious dog. "What can I do for you Sergeant?" her voice was feminine but harsh.

"I think you and the scout would make for a good bout. If you would be so kind." Horn seemed unable to hide a grin on his scarred face. Markham glanced between the two. Women soldiers were uncommon in the army but not unheard of, though he didn't understand the Sergeant's attitude toward her. Horn was infamous for his harsh treatment of his soldiers but he treated this woman almost with something that might be almost construed as respect.

She never took her eyes off Markham, sizing him up. "It would be my honor Sergeant," she replied finally and hefted her practice weapons, a sword and a club, with a flourish before stepping inside the circle of soldiers.

Scratch and Seth took a step forward but were stopped short by a barked, "Stay put lizards," from Horn. They paused and eyed the Sergeant angrily before turning their gaze toward Markham.

"Stay back. This is my fight," the ranger said softly to them. They stayed where they were but continued to glare at Horn. Markham eyed the woman standing before him warily and paused to wipe the sweat from his hands.

Horn, satisfied, turned and motioned to some of the surrounding soldiers. "Get these incompetents out of the way." The soldier's hurriedly collected up Brent and his comrades and moved the battered bunch to the side. Turning his attention back to Markham and Dannica he barked, "Begin!"

The two combatants circled each other for a moment, each waiting for the other to make the first move. Suddenly Markham came in quickly, his sword coming at the woman in a high strike. Dannica's reaction was immediate and lightning fast. She parried with her own sword and then came on with a vicious assault with both weapons, seeking to end the fight quickly with her sudden assault. Markham found himself parrying her two weapons desperately as she forced him backward. Seeing her sword darting in toward his chest he parried with his wooden blade and darted to the side letting the rushing woman pass him.

He didn't have as much as an advantage as he'd hoped. She recovered quickly, spinning on one foot and bringing the other whipping around in a high kick to his chest that sent him reeling backward coughing. She didn't press the attack however. Smiling in confident satisfaction she flourished her weapons and once again began circling the ranger.

Markham circled with her, this time waiting for her to make the opening strike. He didn't have long to wait. She came on with both weapons darting in a graceful dance. He backed up slowly, parrying defensively and attempting no offensive strikes of his own. Finally he saw the opening he'd been waiting for as her left hand shot in with the club for a jab at his thigh. With his sword he parried the weapon downward, knocking the club even lower. He then stepped forward, ducking the woman's sword as it came flashing toward his head from the other side and stomped down on the club with his right foot while bringing his sword forward in a jab aimed at her abdomen.

Seeing the blow coming Dannica released her grip on the club and slid to the side bringing her knee up in a vicious blow that connected with his jaw. He felt a sharp pain and stumbled back, stunned. This time though Dannica did take advantage of his shock and stepped in, quickly bringing her knee up into his stomach and as he fell to his knees, gasping for breath, she brought the practice sword down, stopping just before the wooden blade connected with the spluttering ranger's neck.

"Do you yield?" she demanded of the red-faced man. Still trying to regain his breath he looked up at her incredulously a moment before croaking a reply.

"Yes I yield damnit."

The wooden sword left his neck and she spun around and walked back to collect her dropped club. More muttering and some laughter came from the watching soldiers and more money changed hands. Some just watched Dannica as she walked away, dumfounded by the woman's display of martial prowess.

The sharp sound of someone applauding echoed out from the shadows in a corner of the courtyard and another woman stepped into view, causing the soldiers watching the fight to shift in surprise, straightening armor and hiding their winnings.

The woman moved forward confidently, wearing her meticulously shined plate armor with ease. She was in her late thirties with a shock of long red hair held up in a long pony tail and two fine looking sabers strapped to her back. She stepped up beside Horn and eyed Markham, Scratch, and Dannica each in turn with a calculating expression. Dannica returned her gaze steadily before nodding her head in respect. Markham straightened, assisted by Scratch who hauled him to his feet and supported him. They both did their best to come to the position of attention. Markham tried to keep the searing pain in his jaw from showing.

"These are the ones you mentioned?" the woman inquired of Horn without taking her eyes off them.

"Yes Captain," the man replied, a self-satisfied smirk appearing on his scarred face.

"I see," Captain Cecile Vidican commented, still sizing the three up. "Yes I suppose they'll have to do," she finally assented. With that Fort Ganrick's commanding officer turned on her heel and strode back toward her office. As she went she glanced back toward Horn. "I trust you can take care of these rabble rousers Sergeant," she called calmly before disappearing into her office.

Sergeant Horn turned his attention back to the soldiers in the courtyard, all mirth gone from his expression. "Sparring's done for today! All of you grab some chow and see to your weapons and armor. It's another busy day tomorrow." A chorus of groans and murmurs of "Yes Sergeant" came from the assembled soldiers and they began filing out of the courtyard to recuperate in preparation for tomorrows torment. Horn watched them for a moment before turning his gaze to Brent and his compatriots.

"You lot! Front and center!"

Even the unconscious ones had started to come to by this point and the wrath in the sergeant's voice inspired instant obedience. The battered group struggled and supported each other until they were standing in something raggedly resembling attention in front of the grim faced Horn.

"After your scratches are seen to you'll all clean up for an extra watch tonight. Dismissed!"

The news was met with muttered cursing mixed with a chorus of "Yes Sergeant" along with no small amount of spiteful glares in the direction of Markham and his two Slith companions as the battered group turned and made their way towards the infirmary. Horn turned to the still waiting Markham, Dannica, and the two Sliths.

"You," he said gesturing toward Seth, "You'll be joining them tonight on watch." Seth's mouth opened to protest before Horn cut him off. "Give me attitude about it too snake and it'll be two watches! And if I hear about any shenanigans on duty it'll be your scaly hide."

Seth glared at Horn hatefully before turning and stalking off toward the barracks. Markham and Scratch watched him go with angst and no small amount of bitterness at their friend's ill treatment.

"You know Brent and his lot will probably try something," Markham growled at Horn angrily, then winced at the pain the talking caused his jaw.

Horn eyed him with a gleam of satisfaction in his eye. "We'll see," was all he said, and then he smirked. "I told you somebody was gonna get that smart mouth of yours pup. Just glad I was around to see it." Markham glared back at the man silently, not wanting to agitate the pain in his jaw just to earn himself even more extra duty than he suspected he was to receive already.

"What is it that you told the Captain about us Sergeant," Dannica spoke up for the first time since the fight had ended, her voice curious and slightly demanding.

"That's between me and her," Horn replied. "In any case you three are to report to her office an hour before evening chow. She has a job that needs doing and you're the ones what's going to get it done." With that he nodded to Dannica. "Priestess. If you would be so kind, see to your victim," and then he added dryly, "Then see to theirs."

"Priestess! You're a damn priestess?" Markham blurted in shock. Scratch's eyes widened, similarly surprised, and they both eyed the woman with a grudging respect.

Dannica opened her mouth with a retort but Horn answered for her. "That's right runts. Dannica is a priestess of the Order of Prevailing Righteousness. One of the oldest sects of battle-priests in Avernum." He grinned wickedly at Markham before adding, "Her talents are unending, including teaching insolent little sucks their place." And with that he turned and made his way towards his quarters, chuckling as he went.

Dannica turned and looked at Markham and Scratch with disdain. They eyed her warily in turn. Finally she stepped up and examined the ranger's jaw closely.

"Hold still," she said in a voice that was obviously accustomed to obedience. Markham started to grunt a retort but she took hold of his jaw firmly. "That includes talking lizard lover," she snapped sharply. Markham eyed her with hostility at the remark. Scratch's eyes narrowed and he hissed softly. She ignored them both however.

Satisfied with her examination she cupped Markham's jaw with both hands and closed her eyes, chanting softly. Markham felt a warmth in his face and a moment later she opened her eyes and removed her hands. He worked his jaw with his hand, noting with surprise that the pain was gone and everything was in its proper place. He eyed Dannica wryly. "Priestess," he said in acknowledgement of her work, not willing to give the woman the satisfaction of anything else.

She eyed him coldly before replying tersely, "I do my duty." With that she turned her gaze briefly toward Scratch and, if possible, her expression became even colder. Then she turned and, discarding her practice weapons on a rack, made her way toward the infirmary without offering her services to the big slith.

The two friends watched her go. "It'sss okay I'm fine," Scratch called scornfully. The slith glanced at the ranger and remarked, "Ssshe's a pleassant one."

Markham rubbed his jaw and replied ruefully, "Yeah, a little ball of joy."

"Isss sshe pretty?"

Markham gave the Slith a confused look then glanced back at the departing priestess, "I suppose if your into the whole stuck up bigoted bitch thing. Where did that come from?"

"Jussst curiouss," Scratch replied thoughtfully, "What do you think the Captain will sssay?"

"Hell if I know. Probably send us to clear out the rats behind the fort again," Markham said finally, though he doubted it. There had been something in Horn's tone that he didn't like. Deciding there was nothing he could do about it he shook his head and turned back toward his friend.

"Well, nothing for it. Let's get some chow while we can."

"Yesss. I'm ssstarving."

"I'll probably lose my appetite watching you stuff your fat face but let's do it."

"I'll be thinking of you the whole time. Mmmm… sssmothered in gravy and onionsss."

Markham laughed and together the two headed in the direction of the mess hall.


	4. Chapter 4

**It occurs to me I've been a prick. I'm sorry to anybody who was waiting for updates on either of my stories. Fan Fic has sadly fallen by the wayside in the last year and a half between school, work, and writing non fan fic. I have NOT forgotten about it though. If you've been waiting on "Stand and Be Counted" it has been on my mind and it WILL be finished. Currently though I'm working on revamping a few short stories and finishing another one that I'll actually be trying to publish this summer. After the editing and writing on those projects are done though finishing my Starcraft fanfic is the next item on my writing to-do list. I apologize for the wait. This story in particular I have no excuse for. It's been finished for years now I just have failed to upload the rest of it. I'll be putting the whole thing up today so if you feel so inclined, read and enjoy. I know there aren't a huge number of Exile and Avernum fans out there but I think you'll like it nonetheless.**

**- James**

A few hours later Markham and Scratch emerged from the barracks, fed and as clean as they could manage. Markham's hair and beard were trimmed and forced into some semblance of order and his heavy leather armor was scrubbed somewhat clean. His sword was sheathed at his side, though he'd left his gauntlet, bow, and quiver in his room for the meeting. Scratch was similarly refreshed in his leather vest and loincloth held up by a heavy belt decorated with several skulls. He'd left his spear in the barracks, deciding it was a bit much for a formal visit with the Captain and instead carried a large bronze hunting knife at his belt.

Across the way Sgt. Horn stood outside the Captain's office. His armor freshly shined. Dannica stood next to him. A priestess' robe over her chain mail coat which bore the image of an ornate sword over Avernum's golden sun banner. Her bun was freshly straightened and she carried a slightly curved sword sheathed on her left hip and a wicked looking mace on her right.

"Hurry the hell up you idiots! The Captain's waiting!" Horn snapped at the ranger and his friend. The two glanced at each other wearily and hurried across the courtyard to stand beside the priestess, who eyed them both with no more warmth than before.

"Now when we go in there you'll snap those weak little bodies to attention and so help me you mind that smart ass mouth of yours," the sergeant said the last with a hostile glance at Markham, his tone hinting at inconceivable discomfort should the ranger fail to heed his word.

With that Horn opened the door to the office and jerked his head toward the interior, which was well lit, with firelight shining off the walls. Dannica entered first, followed by Markham. As Scratch moved to follow he caught sight of Seth standing watch on the fort's walls. The two Sliths nodded in greeting before Scratch ducked inside the office, followed by Horn who shut the door behind them. Seth turned his attention back to the tunnels beyond the fortress walls. Making sure to keep an eye on Brent as well, who stood ten paces to his left; watching the Slith with a hateful glare.

Inside the office Markham, Scratch, and Horn snapped to attention and brought their fists to their chests in salute. The office was relatively spacious, as such things go, with a fireplace on one side of the room and several shelves on the other containing various books and scrolls. At the back of the room Captain Vidican sat behind her desk. Leaning back in a well-crafted wooden chair, she had let her long red hair down and was dressed in a pair of well made leather trousers and a simple grey tunic. Her plate armor was on a stand in the corner of the room.

As the four walked in the Captain looked up from her conversation with two men in front of the small desk. One was an older man in green robes with a large graying beard that Markham recognized as the fort Wizard, Master Warren. The other man with short-cropped hair and bright blue eyes he didn't recognize, but by his worn blue robes the ranger knew the man was an apprentice magi.

"Sergeant Horn, Sister Dannica, Private's Markham and… Ssrath-Ess" Vidican nodded in greetings, stumbling over the Slitherkai name before continuing. "You should all recognize the First Wizard, Master Warren. And this is his most promising student, Apprentice Magi Trent." The two groups eyed each other with interest, exchanging terse nods of greeting before turning back to the Captain.

Vidican took in the group in front of her appraisingly before nodding in apparent approval. "Gentleman," she said, indicating the Wizard and Sergeant, "You already know your parts in this. You may return to your preparations. I'll take it from here."

Horn saluted and Warren nodded and both murmured, "Yes Captain," before slipping out.

"And that brings us to you four," Vidican said with a rueful grin, turning back to the confused group that remained. "I'm sure your all wondering why you're here. I'll explain."

She stood and, opening a drawer in a wooden cabinet beside the desk, pulled out a large map and laid it out on the table. "Gather around," she ordered calmly. Markham and the others drew in to examine the map. Markham was the first to recognize it.

"These are the caves around the fort," he commented before narrowing his eyes at what the map displayed to the east of the fort. His eyes widened, "Those are the Nephilim tunnels!"

"So surprised soldier?" the Captain raised an eyebrow at the ranger. "Those tunnels used to house a fairly productive coal mine until the cats moved in and drove everyone out. It was a year ago but we still have maps of the tunnels from before the mines were lost."

"Forgive me Captain," Trent broke in, his voice curious as he examined the map. "But why didn't the fort garrison just drive the Nephilim out. Ganrick has been here for at least that long has it not?"

"A fair question," Vidican acknowledged, an angry expression flashing across her face. "The truth is the cat's never should have gotten in anyway. Ganrick's former commander failed to accomplish the task this fort was built for, protecting that mine. And once the Nephilim got in they managed to entrench themselves in the old mine well enough that the garrison at that time just wasn't big enough to take it back. And so the crown settled for containing them. It worked well enough for a while. The cats stayed to their tunnels and we killed off any that tried to cause trouble."

Vidican sat back and gave them all a serious look. "The war with the Empire has changed things however."

Her words had an immediate effect on everyone in the room. Markham and Dannica's jaws tightened in anger, Scratch hissed softly, and Trent's expression became very serious.

No one in Avernum took well to mention of the Empire. Not only were many of them descendants of exiles who had been thrown into the underworld by the surface realm but many were actually newly exiled themselves. The Empire had only stopped sending people down several years ago when the Emperor was assassinated by a small group of Avernite warriors who had been teleported to the surface by the Archmage Erika. Realizing the threat of the underground nation they had inadvertently created the Empire had started sending troops down into the tunnels and for the last several months a fierce war had raged between the Avernites and the invading imperial troops. It was an ugly fight with no quarter given on either side.

The Captain continued, her own face grim. "With the war going on we need every able soldier we can spare on the front. That's why I'm here… instead of fighting the bastards." Vidican's voice became slightly bitter, her desire to be on those front lines was obvious.

"Over the last month the crown has been reinforcing Ganrick's garrison, and sent me here to lead the effort to burn out the Nephilim. The idea is that once we clear them out we can bring the garrison down to the bare minimum or shut it down all together and refocus the resources on the front."

"This is all real interesting, but what do you need us for Captain?" Markham asked warily.

Vidican eyed him coolly before replying. "Horn wasn't kidding about you Private Markham. You aren't particularly blessed with the gift of tact." The admonished ranger muttered something unintelligible. "But yes, I need something rather different from you four," the Captain continued, taking her eyes from the scout and eyeing each of the four in turn. "The fact is the Army just doesn't have the warriors to spare to mount a full blown siege of the Nephilim in that damned mine. They've turned the place into a fortress, complete with a set of iron gates, and so we need to be creative." The Captain paused and grinned ruefully. "I need you four to find a way to sneak in and get the gates open."

Markham grunted and shared a guarded look with Scratch, he'd had a feeling it would be something like this. Dannica nodded thoughtfully. Trent kept his face impassive, revealing nothing. The Avernum army had a long history of using small groups of fighters to work this kind of mischief in its enemies. From it's founding the nations history had been a long grueling fight towards where it currently was and being "creative" was something of a tradition amongst the army.

Vidican wasn't finished though. "Horn and I will be waiting with our attack force in the tunnels outside. Once the gate's open we'll punch inside and clear the kitties out." Her gaze moved to Markham. "Before this happens we could use as much information about the defenses as possible." Markham's eyes narrowed at this.

"Captain you want us to sneak back out, after we've already gone to the effort of sneaking in, to give you a report?" He shook his head slightly. "That's an awful lot of sneaking and in my experience it makes it a hell of a lot more likely we'll be caught and the whole thing goes to hell."

Vidican nodded in agreement. "Your right Private. You trying to get in and out of the Nephil's caves greatly increases the risk. That's why you've got Apprentice Trent." She turned to the blue-eyed mage and nodded. "It will be your job to get in touch with Master Warren and give us the update on the cat's defenses. Warren assures me this is something your capable of. My knowledge of magic being somewhat lacking."

Trent nodded confidently. "It is Captain. All I need is a quiet spot with no interruptions and I should be able to reach the Master and give him your report."

"I guess we'll find a nice quiet closet somewhere," Markham commented dryly. Catching an annoyed glance from Dannica who muttered something quiet but which the ranger suspected was something like "insolent" or "wretch" or perhaps a combination of the two. Trent simply looked back at him and nodded, stonefaced.

"Yes a closet would do. So long as I am not interrupted for a few minutes."

"Good," the Captain said with a coy smile. "That just leaves one more job for you all."

There was an incredulous silence at this. Suddenly it was broken by a strange husky hissing noise from Scratch. Everyone in the room gave him an odd look except for Markham who recognized the sound as the Slith laughing. He grinned at his friend and couldn't help but chuckle himself.

"Of courssse. What elssse can we do for you Captain," Scratch grunted, trying to hold back his mirth.

The Captain eyed the big Slith wryly, not sure if she detected a note of sarcasm in his hissing tone. "After you've delivered the report and opened the gates all hell is likely to break loose. I want you to take advantage of the chaos and make a beeline for the cat Chieftain." She gave Markham a look he suspected was something other than complimentary. "Like it or not your some of our best fighters. Between the four of you I think you may just be able to take down the Chief. If that happens we'll have a much easier time of clearing the rest of them out."

"So to sum up," Markham remarked resignedly, "You want us to sneak into a Nephilim fortress, wander about inside a bit without getting caught and made into a side dish, find a way to open a probably heavily guarded gate, and then find the biggest, meanest kitty in the whole bunch and end him."

"Doesn't seem so bad when you say it like that does it Private?" Vidican said, a small smile creeping onto her face. "And to wrap it all up with a bow I want you…" she indicated the ranger, "… to run the show."

"What!" Markham groaned, Dannica not far behind him.

"Private Markham you have the most experience in moving around behind enemy lines. If you all are to accomplish this without ending with your heads as stake decorations you'll need someone in charge with those skills."

"Captain," Dannica broke in, shooting a withering glare at Markham as she did, "You can't possibly think this insolent, useless lizard lover has what it takes to lead warrior's into battle." She stopped, visibly calming herself before continuing. "Give me the honor of leading the mission. It won't be my first time and you will not be let down."

"Priestess Dannica, I'm aware of your previous experience. I served with your father in the Slith War and he made sure to write me before you were sent here. He's a good man and I have little doubt that his daughter inherited many of his skills." She paused and fixed Dannica with a pointed look. "But your experience was in open battle. This will require more… stealth. And my instincts are that Private Markham will be better able to lead in this. And besides…" She gave the ranger a calculating look. "… I think somewhere in there, perhaps very deep inside, there is something remotely resembling leadership ability. I'd like to see if I'm right."

"Your faith gives me wings Captain," the man remarked dryly.

"I'm glad I could help Private."

Resigned to his fate Markham glanced at Scratch. His friend merely shrugged, indicating he was at peace with matters. He turned back to Captain Vidican.

"When do we need to leave Captain."

"As soon as you can. I want our attack force heading into the tunnels by tomorrow. I'd suggest grabbing some provisions from storage and heading out after the evening meal. With that the Captain stood. "You have your orders. Carry them out. Dismissed."

Scratch and Markham saluted before following Dannica and Trent out into the courtyard. Markham looked at the others a moment before letting out a long breath.

"Well nothing for it. Do what you need to do. Pack for at least a week in the tunnels. We'll all meet back out here here after chow."

Dannica gave him a venomous look, her dark eyes flashing. "Make no mistake lizard lover. I'll follow you in this because my honor demands it, but I'll be shocked if your idiocy doesn't get one of us killed." She eyed Markham and Scratch. "Preferably you or the Snake."

"Look _Priestess_!" Markham snapped, unable to keep his dislike for the woman in check any longer. "I don't know how I got stuck with the most hostile holy woman I've ever come across. But I did. So you and I are going to have to work together and you bitching into my ear all the time is going to get us caught in that cat den." He squared off with her, and suddenly they both had their hands hovering near weapons. Finally Markham dropped his hands to his side and exhaled slowly.

"You do your job and I'll do mine and hopefully we can never see each other again when this business is over."

Dannica held is stare for a moment, her lip curling in distaste. Finally she let her hand drop from her weapon's belt. She opened her mouth to reply but Markham cut her off.

"And as for my friend here," he said indicating Scratch, "I'd show him a little more courtesy. You might be relying on him to keep a blade out of your back before long. Maybe you should pray about it, I hear that helps."

Scratch bared his teeth again in his imitation of a smile, though most other than Slitherkai wouldn't recognize the sarcastic tint to the expression. Eyes widening in alarm at the intimidating display Dannica's hands immediately moved back towards her weapons. Seeing that the Slith's hands stayed at his sides, however, she hesitantly let them drop. Her gaze moved back to Markham, who eyed her coldly, and finally with a growl she spun around and stalked away toward the fort's small shrine.

Markham watched the priestess go. Finally, he glanced at Scratch.

"You _smiled _didn't you."

Scratch suddenly found a spot on the cavern ceiling that required his complete attention.

"Maybe."

Markham chuckled quietly before turning to Trent.

"You have a problem with Sliths too?"

The mage apprentice held up his hands in supplication. "Not so long as they have no problems with me," he said. "Now if you will excuse me. I have preparations to make." And with that he turned and moved off toward the mage's quarters with a purposeful stride. The ranger sighed and turned towards Scratch.

"You think we'll live through this?"

"I probably will. I'm pretty sssure your done for though."

Markham grinned.


	5. Chapter 5

An hour later Markham and Scratch entered the barracks carrying small bundles. Fort Ganrick's barracks was a crowded place, more so than the typical barracks. The building currently housed half again the number of soldier's that it had been built to accommodate and thin wooden beds were crowded together with no more than a foot or two in between. At the foot of each bed was a cavewood box that the bed's occupant used to store his worldly possessions, and crammed into some of the precious space between each bed was a rack for the soldier's weapons and armor.

Markham and Scratch made their way towards several beds at the back corner of the barracks. Anyone accustomed to life in a barracks would have recognized immediately that the occupants of the beds were not in the favor of the rest of the soldiers by the simple fact that the space between them and the surrounding beds was a good foot and a half, while the average space between the rest of the barrack's bed's was no more than a foot. At this hour many of the fort's soldiers were gathered together in small pockets laughing or gambling. In a few places men caught up on sleep, snoring contentedly despite the noise around them.

The ranger and the big Slith dropped their bundles onto their respective beds. Pulling packs made of treated lizard hide from under their racks they began loading them with the supplies they'd brought from the storerooms. Strips of dried meat, small bundles of dried fruit, small loaves of hard mushroom meal bread that would last awhile before going bad. The vast majority of Avernite cuisine was not particularly appetizing, but it sustained life. Much of it had been created magically by exiled wizards at the nation's founding in order to make life in the caves possible, along with the glowing fungus that provided light in Avernum's tunnels and the warped cave trees that provided building materials and fuel for fires.

They had run into Dannica in the storeroom. The priestess and the two friends had pointedly ignored each other until Markham saw her reaching for some raw meat and uncooked meal.

"Don't take anything we'll have to cook. We're gonna be in the cat's hunting grounds and unless you want to be fighting the bastards all the way to the mines we're not going to be building any fires."

Dannica had looked at him coldly and without saying a word, but she'd replaced the food in favor of hard rations.

As they sat in the barracks loading their packs Seth dropped wearily onto the bed next to Scratch's, his shield and spear drooping to the floor.

"Brent and his bunch give you any trouble?" Markham asked, giving the Slith a sympathetic look.

Seth shook his head. "I wass on an open sssection of wall over the gate. They couldn't get near me without everyone in the fort sseeing. Though I doubt anyone would have sstopped them," he added bitterly.

"They don't all hate usss," Scratch tried to console the other Slith. "Many are children of the old war. With time they will accept usss."

"They will always hate usss," Seth broke in angrily, "We will never be forgiven for the sssinss of our cousssinss. Never more than sssecond classs. Unwanted and blamed for every trouble." Seth stopped, visibly trying to calm himself.

"I am ssorry friend Markham," he said glancing at the ranger. "I know you don't hate usss. But thossse like you and your father are few and far in between. Mosst of Avernum will never be able sssee past our sscales."

A pained look passed across Markham's features at the mention of his father but he banished it before looking back at Seth.

"I'm sorry about all this Seth. Maybe your right. Maybe some of us will always hate Slith's. I think Scratch is right though. Give them time and most of them will come around."

Seth looked at him, his reptilian eyes giving none of his thoughts away, even to the ranger who had spent much of his life around the Slitherkai. "Perhapss," was all he said before glancing at the man's pack. "The Captain, sshe isss ssending you two out?"

"Yeah," Markham replied, turning his attention back to the pack. "We're heading into the Nephilim tunnels. It's a long story but I don't think you and most of the garrison's going to be far behind."

"Ssso you are sscouting the tunnels for an attack," Seth nodded thoughtfully. "Everyone wasss wondering why they were sssending so many sssoldiers here." A thought occurred to him and he glanced at Scratch.

"The priesstesss… iss sshe going with you?"

Scratch nodded.

"Be wary of her both of you," Seth warned, hissing softly. "She sseems particularly bitter toward the ssslitherkai. Ssshe may be trouble."

"Probably," Markham grunted sourly, "A healer might be useful out there though. If she's more trouble than she's worth we can always just tie her up and leave her.

Scratch glanced at him, flicking his tongue out teasingly. "Careful with that talk Markham. Ssshe might kick you in the face again."

The ranger shot his friend a dirty look.

"She's good," he admitted grudgingly. "We'll see how well she does wandering around in the tunnels though." Markham looked back at Seth and changed subject.

"How long do you have?"

Seth sighed, the husky noise sounding strange from a reptilian throat.

"My regular watch isss in three hourss."

"You gonna catch some sleep before then?"

Seth shook his head. "No, I'll jussst be more tired than if I sstay awake."

Markham nodded. "More 'n likely. Soon as we're finished packing we'll be grabbing a bite if you'd like to join us." Scratch nodded in agreement.

The other Slith nodded slowly. "Yesss. I think I will. My lassst meal with friendsss for a few dayss."

Scratch patted his friend on the shoulder and returned to his preparations.

Once the food was packed away they rolled up their bedrolls and strapped them to the top of the packs after adding odds and ends like a coil of rope or stones to sharpen their weapons.

When they were finished Markham stood and stretched. "Well let's get our last real food for awhile."

The Sliths both nodded and stood. Scratch gave the ranger a mocking look before saying, "You're getting sssoft pink thing. Two yearsss ago you'd have thought nothing of living on road fare for weeksss."

Markham made a face as he stood to follow his two friends toward the barracks door.

"That was before I let you hoodangle me into the army and get all fat and happy on fine cuisine."


	6. Chapter 6

After sharing a meal in the fort's mess hall the three friends returned to the barracks. Gathering their things they once again stepped into the courtyard. The glowing fungus on the cavern ceiling high above them had dimmed slightly, indicating the end of the day. Most of the garrison was asleep, the only soldier's in sight were manning the wall or standing post at various points throughout the fort. Across the courtyard they spotted Dannica emerging from the fort shrine, and Trent already waited closer to the gate.

"Good luck. I'll be ssseeing you sssoon," Seth said, nodding to his two companions.

"Till then Seth. Play nice with the other soldier's while we're out," Markham grinned wryly at him. Scratch murmured a farewell in his own tongue. With a nod to the bigger Slith and a rueful grunt for the ranger, Seth turned and made for the steps leading up onto the fort's battlements.

Markham glanced back at the priestess who, after returning his sour look, marched over to stand beside Trent. He sighed in resignation and glanced at Scratch.

The big lizard shrugged.

"Nothing for it. Ssstabbing a priessstesss iss bad luck."

Markham smiled at that.

"Yeah well let's get this over with I guess."

The two friends hefted their bags and trudged over to their two waiting companions. Markham carried his sword sheathed at his waist, his hand gently resting on the pommel, and his bow unstrung and strapped to his back with the quiver of arrows. Scratch carried his long spear over his shoulder and a larger quiver containing three long javelins strapped to his back. Both carried their packs as well, not unused to the load as neither were strangers to traveling through the tunnels.

As they walked up Markham examined Dannica and Trent with a critical eye. The priestess wore a pack similar to him on her back and was now wearing a good traveling cloak over her mail and robes. Her sword and mace were once again strapped to her waist and she stood gazing at him imperiously, her nose raised just enough that she managed to look down on him despite being the shorter between them.

Trent wore his worn blue robes with a fine leather belt cinching them at the waste. Arrayed around the belt was an assortment of pouches, likely containing all the bare necessities of his trade. Herbs, powders, human ears… whatever it was mages used. Across his shoulder was slung a leather sack and his bedroll was rolled around the strap.

Nodding in satisfaction Markham looked at them both and forced a grin.

"Ready to get dirty?"

Dannica sniffed. Trent merely nodded, the serious expression never leaving his face. Scratch eyed them both warily.

Markham felt his forced good cheer ebbing away and sighed in defeat.

"Great. Let's head out then."

The ranger took the lead as the group headed for the fort's heavy gate of wood reinforced with iron. As they got closer Markham noticed one of the men standing guard at the entrance was one of Brent's unlucky companions from earlier in the day, the one Scratch had sent flying. Seeing the group walking toward him the man scowled at the Slith and the ranger, his dislike for them brought sharply into focus by the fact that he was standing his second watch for the day.

"Going out lizard lover?" the man growled.

"That's the rumor," the ranger replied tersely.

"If you don't get eaten hurry back. Me and the boys wanna have a talk with ya."

"Hopefully it goes better for you than the last one. I doubt it though… Hey you should check into work as a human javelin. Might be a good alternative since this whole soldiering thing is a bit much for you."

The man opened his mouth with an angry reply but his words were choked off with a wet gasp as the arrow punched into his throat and pinned him to the wooden gate.

This turn of events came as something of a shock to the ranger and for a moment he could only gape at the man, who was choking on his own blood, eyes wide with panic.

Then another arrow whistled past his ear, thudding into the gate next to the dying man, and Markham whipped around in time to see dozens of Nephilim pouring out of the fort's storerooms.

The cat men were shorter than men for the most part, generally no taller than five and a half feet. Usually lean creatures, they weren't particularly strong as a rule, but they were fast and had a knack for killing at a distance. The specimens spilling out of the storeroom were a ragged bunch, their fur filthy and matted. Most were naked save for a loincloth but here and there was a leather jerkin. For weapons they carried crude swords made of stone, or brass and wooden clubs. However in the back there were several archers firing cavewood bows with deadly accuracy and as the fighters rushed toward whatever soldier's they could find they unleashed a hail of darts and javelins that brought down a half dozen men in the first few seconds of the fight.

"To arms! Grab your weapons and get to killing boys! The kitties want to play," Sergeant Horn emerged from his quarters near the barracks in his coat of chain mail, his sword and shield ready.

"Rally around me!"

One of the guard's shouted something into the barracks and soldiers began spilling out the door. Some armored and some half naked and wiping sleep from their eyes. Soon Horn had a good dozen men around him. Waiting for more to emerge from the barracks, he formed his men into a defensive line.

"Shield wall! Get in line you fuckers. They're coming!" The soldiers around him stumbled into ranks. Shields coming up and overlapping with the men on their right.

The Nephil wasted no time in closing the distance and soon a howling, hissing, spitting wall of fur clashed with the waiting shields of the Avernite soldiers. Screams and the sounds of dying men and nephilim filled the air as the soldiers struggled to hold their line against the raging cat men.

Wasting no time Markham pulled his bow from his back and with quick, practiced movements restrung it. As he worked he saw several of the cats run up the stairs and engage the men on the walls. Two came at Brent and at first it looked like he'd be overrun, but with a bellow of anger the man slammed his shield into a cat's face, splintering bones and spraying his shield with blood before stabbing under the shield rim and into the cat's chest with his sword. Then Seth was beside him, a reptilian roar escaping him that startled the closest cat. Then he was pushing them back down from the wall, stabbing with his short spear.

One cat seeing the big Slith coming, chose instead to look for an easier target and leapt off the battlements, it's bronze blade held high for an overhand chop at Dannica's head. The priestess was too fast though. She quickly stepped back and as the Nephil landed in front of her she whipped her curved blade out of it's sheath and in a smooth movement brought it up to parry the cat's blade upward, then brought hers back down in a viscous slash that cut deep into her attackers face and chest, cleaving through flesh and bone. Pulling the red blade free she let the corpse fall, drew her mace, and charged after Scratch who was making a beeline for a line of Nephil archers who stood behind the main melee firing arrows into some of the soldiers scattered around the fort.

One of the archers saw the big Slith and priestess coming and turned his bow toward the charging pair, an arrow ready to fly straight for Scratch's chest.

"Scratch! Down!"

Hearing Markham's warning Scratch dropped into a roll just as an arrow flashed from behind him and into the eye of the Nephil archer, who instantly collapsed dead, the arrow he'd knocked streaking off wildly and bounced off of the dirt of the courtyard floor.

Scratch's roll brought him the last few feet to the group of archer's and with a loud roar he came up to his feet, his spear held horizontally, and he shoved the closest cat in the gut, lifting the surprised Nephilim into the air to crash into a nearby wall with a bone jarring thud. As the cat collapsed, the other Nephil archers turned their full attention on the massive Slith. Too late, they realized the other threat closing on them in the form of Dannica, who was suddenly among them, weapons moving in a blur.

Stepping in she jabbed the butt of her mace into a cat's face sending it reeling back, clutching the ruined remains of it's nose. With her sword she parried another cat's stabbing blade. Stepping in closer to the yowling creature she parried another stroke then brought her mace down right between it's ears shattering it's skull in an explosion of blood, brain, and shards of bone.

Another arrow came in from behind her taking an archer in the neck and she risked a glance behind her, seeing Markham reaching for another arrow which he sent streaking into the ranks of the cat's attacking Horn and the other soldier's. Turning back to the business at hand she saw Scratch spit another archer on his two-tined spear, the two sharp points ripping out the back of the Nephil's chest, splattering blood on the last archer behind it. The cat turned to run, deciding to fight another day, when it was suddenly engulfed in magical flames.

Seeing the archer's were no more, Trent moved slowly toward the Nephilim smashing against Horn's shield wall. Though the men were holding, their situation was desperate. The cat's had succeeded in pushing them back to the point where they were almost against the wall and they had bottled up the other soldiers in the barracks, cutting off any reinforcements. Trent sent streak after streak of fire into the mass of Nephil. The effect was immediate. The cat's that were hit immediately went up in flames, their matted fur only serving to fuel the magical fire. Yowling in panic, they tried to run but blinded by pain they only managed to cause chaos, running into their comrades and spreading the flames.

One of the flaming cat's managed to get turned around and ran screaming back toward the storerooms when suddenly it was knocked flat to the ground by a shield. Standing in front of it was Captain Vidican, still dressed in her pants and tunic but with her two rapier's ready. Two soldiers came with her, including the one that had knocked down the fleeing cat. Stepping to the side of the downed cat Vidican slit it's throat with a flick of her left hand and then lead the two soldiers in a charge into the rear of the remaining nephilim.

"To me! To me soldier's of Avernum! The cat's are breaking!"

Her battle cry was a little premature. Though the Nephil's attack had stalled they were still putting up a fierce fight. Finding enemies closing in from all sides the fighting only became more desperate as they realized their avenue of escape had been cut off. In the middle was a large cat spitting commands in a high-pitched feline voice as it strove against Horn's men with an iron hatchet and short sword. Vidican pushed further into the Nephil ranks, Scratch and Dannica beside her, and arrows still flashing in from Markhams position to the left. The big cat managed to hook the hatchet on one of the soldier's shield rim and with a viscious yank shoved the shield downward, clearing the way for the short sword which came stabbing in over the top and into the man's unarmored chest.

And then the sound of chanting filled the courtyard as Warren and the other magi came pouring out of the mage chambers. Muttering words of power, Warren raised his hand and several bolts of lightning flashed from his outstretched fingers with an earsplitting crack, hurling several of the Nephil back with smoking holes in their chests.

With a shout the remaining men of Horn's shield wall pushed forward, cutting down the cat's that had been holding the entrance to the barracks. Immediately men began charging out of the building and into the fray. Seeing that the fight was lost the Nephilim champion tried to lead a desperate charge back toward the storeroom only to find Vidican and the other's blocking their way. Grim faced, the red haired Captain came at the big cat, rapier's flashing. For a moment the two exchanged a furious series of thrusts and parries. Finally Vidican, seeing an opening, stepped in and brought a blade pommel into the cat's face. Her other hand darted in, plunging a gleaming blade into her opponent's chest, soon joined by it's twin. With a growl she brought her foot up to the dead Nephil's chest and viciously kicked and pulled, bringing her blades out with a loud sucking sound.

With their leader down, the remaining cat's tried to flee in a panic and were cut down in short order. The last brought down by Horn who took it's head clean off with a sweep of his broadsword.

Everyone stood still for a moment, panting from the exertion of the fight and surveying the scene of carnage around them. The fort's courtyard was littered with bodies, blood and gore soaked the dirt, and the moans of the wounded and dying echoed off the walls eerily.


	7. Epilogue

Captain Vidican recovered quickly and began shouting orders, which in turn set Horn off shouting orders and soon the fort was a flurry of activity. The wounded were gathered and taken to the infirmary, their dead were laid out on one side of the courtyard and covered with their cloaks for later burial. The dead Nephilim were unceremoniously dragged to the gate where they were left in a great pile. Later they would be taken outside the fort and burned.

Markham moved around collecting his arrows and Dannica went to see to the wounded. Scratch helped move the bodies and Trent stood in a corner whispering to Master Warren. Vidican oversaw the activities with an experienced eye, eyes that were flashing in anger over the unexpected attack.

"Sergeant Horn!"

"Yes Captain," the man straightened from helping with the Avernite dead.

"Take some men and inspect that storeroom. Figure out how these bastards got in here."

"Yes Captain."

The scarred man quickly and efficiently gathered up the closest group of men still standing and moved warily toward the storerooms.

"You four," the red haired woman beckoned to the companions, who ceased what they were doing and made their way over to her. "This changes nothing. I need you out on your mission now. The kitties are bold to attack us here. The sooner we clear them out the better." Turning toward Dannica she held up a hand, anticipating her protest. "Priestess, we have other healer's. The wounded will be seen to. Right now I need you four out there accomplishing your mission. We'll deal with this."

Spotting Horn moving quickly toward them she turned to him, raising her eyebrow questioningly.

The burly sergeant gave her a salute, fist to heart, which she returned and looked at him impatiently. He cleared his throat before beginning, looking more uncomfortable than Markham had ever seen him.

"Captain we found how they got in. There's a big crack in the wall of the storeroom. It was behind a shelf which is how we missed it." Looking around at the blood soaked dirt of the courtyard he looked grim. "Was my fault Captain. I shouldn't have missed it."

Vidican waved the apology away. "We all should have seen it Sergeant. Nothing to do now but deal with it and move forward. You four," she said, turning back to Markham and the others, "Gather your things and move out. We'll be waiting outside the mines in four days. Be careful and good luck." With that she turned and made her way back towards her office.

Horn looked at Markham, his face still grim. "Well Scout, you heard her. Take them out. We'll be wanting to pay the kitties back for this so get it done right." Having said all he needed to say, Horn turned back to supervising the remaining soldiers.

Without a word the four turned and made their way back to the gate to recover their packs. Dannica moved to the men watching the gate, spoke a few words, and they lifted the crossbar and pushed open the wooden doors, presenting the four with a view of the large cavern around Fort Ganrick. It was barren, even for Avernum, with only a few scattered stalagmites or warped cave trees dotting the rocky landscape. At the east, west, and south ends of the cavern were tunnels leading off into the distance. Markham paused to consider the eastern tunnel, which seemed all the darker and more foreboding now that he knew it was his destination.

"If we can get a couple of miles into the tunnels we should be able to find someplace to hole up for some sleep," Markham remarked.

Dannica gave him a less-than-friendly glance and then sighed, resigned to her fate, and started off. Trent spared one last look back at the activity in the fort and then followed after her. Markham started off with Scratch.

"Nothing like a nice adventure with cheery friends to keep you company," he sighed.

Scratch eyed him before giving him a toothy grin.

"At leassst you have me."

Markham gave him a mock groan, then laughed, and the two friends made their way out of the fort and toward the dark tunnels to the east.

**That's the last of it folks. I hope you enjoyed reading it because I enjoyed writing it. This was my first big (over five pages) writing endeavor and I wrote the entire thing when I was abroad in 2010. Please feel more than free to leave reviews. I'm always interested in hearing your feedback.**

**-James**


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